TIDMPRIM
RNS Number : 1488Y
Primorus Investments PLC
02 September 2022
Primorus Investments plc
("Primorus" or the "Company")
Interim Results for the six months ended 30 June 2022
Primorus Investments plc (AIM: PRIM) is pleased to announce its
unaudited interim results for the six months ended 30 June
2022.
Overview
The last six months have been a difficult time for the capital
markets with the war in Ukraine, rising inflation and political
instability. With greater uncertainties, investors are more
cautious which has had a negative effect on the asset valuations
for some of Primorus' investments. Despite the level of unrealised
losses in the first 6 months of this year, we remain confident in
the longer-term prospects of these investments.
Notwithstanding the current market turbulence, Fresho Pty Ltd
("Fresho") successfully raised AUD$12m of new equity capital at
$0.90 per share in April 2022. This represents a premium of 55% to
the last investment made by Primorus in March 2021.
Primorus also invested GBP1,000,000 in AIM listed Clean Power
Hydrogen ("CPH2"). CPH2 is a manufacturer of the membrane-free
electrolyser (MFE) which is used to create hydrogen and medical
grade oxygen. Since the original investment CPH2 has secured a
20-year licensing agreement with GHFG Ltd for the construction of 2
gigawatts of MFE electrolysers over a period of up to 20 years.
In addition, Alteration Earth PLC, a special purpose acquisition
company which Primorus holds approximately 28% of the issued share
capital, listed on the Main Market of the London Stock Exchange
shortly after the period end.
Financial Results
The operating loss for the six months to 30 June 2022 was
GBP847,000 (30 June 2021: GBP115,000 loss). The net loss after tax
was GBP847,000 (30 June 2021: GBP115,000 loss).
Total assets, including cash, at 30 June 2022 amounted to
GBP8.23 million (30 June 2021: GBP9.17 million).
Outlook
The Board remains confident that significant opportunities exist
for the Company going forward. The Board is continually seeking new
investment opportunities whilst also monitoring its existing
investments to determine when it is appropriate to materialise
them.
The Board has screened several exciting opportunities within the
period and looks forward to making further investments in the near
term.
We look forward to updating shareholders as and when our
existing investments mature, and new investments present
themselves.
The Directors would like to take this opportunity to thank our
shareholders and consultants for their continued support.
Rupert Labrum Chairman
2(nd) September 2022
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014.
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed
to be, forward looking statements. Forward looking statements are
identi ed by their use of terms and phrases such as "believe",
"could", "should" "envisage", "estimate", "intend", "may", "plan",
"potentially", "expect", "will" or the negative of those,
variations or comparable expressions, including references to
assumptions. These forward-looking statements are not based on
historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of
operations, performance, future capital and other expenditures
(including the amount, nature and sources of funding thereof),
competitive advantages, business prospects and opportunities. Such
forward looking statements re ect the Directors' current beliefs
and assumptions and are based on information currently available to
the Directors. While management believes that these forward-looking
statements are reasonable as and when made, there can be no
assurance that future developments affecting the Company will be
those that it anticipates.
For further information please contact:
Primorus Investments plc
Matthew Beardmore, Chief Executive
Officer +44 (0)20 8154 7907
Nominated Adviser
Cairn Financial Advisers LLP
James Caithie / Sandy Jamieson +44 (0) 20 7213 0880
Unaudited Condensed Company Statement of Comprehensive
Income
for the six months ended 30 June 2022
6 months to 6 months Year to
to
30 June 30 June 31 December
2022 2021 2021
Unaudited Unaudited Audited
Not GBP'000 GBP'000 GBP'000
es
Continuing operations
Revenue
Investment income 52 48 141
Realised gain/(loss) on disposal
of financial investments (300) 107 323
Unrealised gain/(loss) on market
value movement of financial investments (500) (21) 19
Total (losses)/gains on financial
investments (748) 134 483
-------------- --------- -----------
Share based payments (63) (13) (13)
-------------- --------- -----------
Operating costs (36) (236) (405)
-------------- --------- -----------
Impairment of financial investments - - (106)
-------------- --------- -----------
(Loss)/Profit before tax (99) (115) (41)
Taxation - - 150
-------------- --------- -----------
(Loss)/Profit for the period attributable
to equity shareholders of the company (847) (115) 109
-------------- --------- -----------
- - -
Other comprehensive income
Total Comprehensive Income for
the year attributable to equity
shareholders of the company (847) (115) 109
-------------- --------- -----------
Profit/(Loss) per share:
Basic profit/(loss) per share (pence) 2 (0.6) (0.08) 0.078
Diluted profit/(loss) per share
(pence) 2 (0.6) (0.08) 0.072
Unaudited Condensed Company Statement of Financial Position
as at 30 June 2022
30 June 30 June 31 December
2022 2021 2021
Unaudited Unaudited Audited
Note s GBP'000 GBP'000 GBP'000
ASSETS
Non-current assets
Financial investments 7,742 6,998 7,533
--------- --------- -----------
7,742 6,998 7,533
--------- --------- -----------
Current assets
Investments 20 812 511
Trade and other receivables 39 14 5
Cash and cash equivalents 427 1,346 941
--------- --------- -----------
486 2,172 1,457
--------- --------- -----------
Total assets 8,228 9,170 8,990
--------- --------- -----------
EQUITY
Equity attributable to equity holders
of the parent
Share capital 280 15,391 280
Share premium account - 35,296 -
Share based payment reserve 76 13 13
Retained earnings 7,769 (42,016) 8,616
--------- --------- -----------
Total equity 8,125 8,684 8,909
LIABILITIES
Current liabilities
Trade and other payables 70 39 44
Corporation tax 33 447 37
Total liabilities 103 486 81
--------- --------- -----------
Total equity and liabilities 8,228 9,170 8,990
--------- --------- -----------
Unaudited Condensed Company Statement of Changes in Equity
for the six months ended 30 June 2022
Share based Total attributable
Share Share premium payment Retained to owners
capital reserve earnings of parent
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Unaudited
Balance at 31 (41, 901
December 2020 15,391 35,296 - ) 8,786
=============== ===================== ============= ================ =====================
Profit for the
period - - - 109 109
--------------- --------------------- ------------- ---------------- ---------------------
Total comprehensive
income for
the
period - - - 109 109
Issuance of share
options
- - 13 - 13
Shares cancelled
during the year (15,111) (35,296) - (50,408) -
--------------- --------------------- ------------- ---------------- ---------------------
Balance at 31
December 2021 280 - 13 8, 616 8,909
=============== ===================== ============= ================ =====================
Loss for the
period - - - (847) (847)
--------------- --------------------- ------------- ---------------- ---------------------
Total comprehensive
income for
the period - - - (847) (847)
Share based
payment 63 - 63
Balance at 30 June
2022 280 - 76 7,769 8,125
=============== ===================== ============= ================ =====================
Unaudited Condensed Company Statement of Cash Flows
for the six months ended 30 June 2022
6 months 6 months Year
to to to
30-Jun-22 30-Jun-21 31-Dec-21
Unaudited Unaudited Audited
GBP'000 GBP'000 GBP'000
Cash flows from operating activities
Operating profit/(loss) (847) (115) 109
Adjustments for:
(Profit)/Loss on disposal of financial
investments 300 (107) (323)
Fair value movement on listed investments 500 21 (19)
Impairment provision on unlisted
investments - - 106
Decrease/(increase) in trade and
other receivables (34) (11) (3)
Increase/(decrease) in trade and
other payables 26 (16) (11)
Foreign exchange loss/(gain) (132) 81 55
Interest income on investments (52) (48) (142)
Share based payment 63 13 13
Income tax (credit) - - (150)
---------- ---------- ----------
(176) (182) (365)
Income taxes paid (4) - (260)
---------- ---------- ----------
Net cash used in operating activities (180) (182) (625)
Cash flows from investing activities
Disposal proceed from sale of financial
investments 3,026 2,533 3,474
Payment for financial investments (3,360) (5,565) (6,468)
---------- ---------- ----------
Net cash (used in) investing activities (334) (3,032) (2,994)
---------- ---------- ----------
Net change in cash and cash equivalents (514) (3,214) (3,619)
========== ========== ==========
Cash and cash equivalents at beginning
of period 941 4,560 4,560
---------- ---------- ----------
Cash and cash equivalents at end
of period 427 1,346 941
========== ========== ==========
Notes to the condensed unaudited interim financial
statements
1. General Information
The condensed interim financial information for the 6 months to
30 June 2022 does not constitute statutory accounts for the
purposes of Section 434 of the Companies Act 2006 and has not been
audited or reviewed. No statutory accounts for the period have been
delivered to the Registrar of Companies.
The condensed interim financial information in respect of the
year ended 31 December 2021 has been produced using extracts from
the statutory accounts for that period. Consequently, this does not
constitute the statutory information (as defined in section 434 of
the Companies Act 2006) for the year ended 31 December 2021, which
was audited. The statutory accounts for this period have been filed
with the Registrar of Companies. The auditors' report was
unqualified and did not contain a statement under Sections 498 (2)
or 498 (3) of the Companies Act 2006.
The auditor's report was approved by the Directors on 10(th)
June 2022 and is available on the Company's website at
www.primorusinvestments.com .
2. Basis of preparation and accounting
The financial information has been prepared on the historical
cost basis. The Company's business activities, together with the
factors likely to affect its future development, performance and
position are set out in the Chairman's Statement. This statement
also includes a summary of the Company's financial position and its
cash flows.
The financial statements have been prepared in accordance with
the Companies Act 2006 and UK-adopted international accounting
standards (UK-adopted IAS) and related interpretations. As
permitted, this does not include IAS 34 "Interim Financial
Reporting". This condensed set of financial statements has been
prepared applying the accounting policies that were applied in the
preparation of the Company's published financial statements for the
year ended 31(st) December 2021. As these interim financial
statements do not include all of the information or disclosures
required in the annual financial statements they should be read in
conjunction with the Company's 2021 annual financial
statements.
3. Earnings per share
Earnings per ordinary share has been calculated using the
weighted average number of shares in issue during the period. The
weighted average number of equity shares in issue was 139,830,968.
IAS 33 requires presentation of diluted EPS when a company could be
called upon to issue shares that would decrease earnings per share
or increase the loss per share.
Six months Six months Year ended
to to
30 June 30 June 31 December
2022 2021 2021
(Unaudited) (Unaudited) (Audited)
restated
(GBP'000) (GBP'000) (GBP'000)
Net profit/(loss) attributable to equity
holders of
the company (847) (115) 109
Weighted average number of shares 139,830,968 139,830,968 139,830,968
Weighted average number of diluted
shares 139,830,968 151,830,968 151,830,968
Basic (loss)/profit per share (pence) (0.6) (0.08) 0.078
Diluted (loss)/profit per share (pence) (0.6) (0.08) 0.072
4. Events after the reporting date
Primorus was informed on the 31 August 2022 that the board of
Nomad Energy has concluded that the company is no longer solvent.
An insolvency specialist is in the process of being appointed and
the company will be liquidated.
Primorus sold 228 ordinary shares of GBP1.00 each of
Supernatural Food Limited (company number 10441682) for an
aggregate sale price of GBP39,918.24. The funds were received by
Primorus on the 05 July 2022. Primorus is working with the company
to try and secure a buyer for the remaining shares.
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END
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